SEC Form 4 · accession 0001123292-15-000601
MCDONALDS CORP · MCD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James R Sappington
Officer — Corp Exec VP - Ops & Tech Sys
Period of report
Mar 16, 2015
Accepted (ET)
Mar 18, 2015 · 5:43 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000063908
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 16, 2015 | M | 11,123 | $56.67 | A | 13,358 | D | |
| Common StockF1 | Mar 16, 2015 | S | 11,123 | $97.3464 | D | 2,235 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Options (Right to Buy)F2 | $56.67 | Mar 16, 2015 | M | 11,123 | A | — | Feb 13, 2018 | Common Stock | 11,123 | 0 | D |
| Options (Right to Buy)F2 | $97.15 | Mar 16, 2015 | A | 19,674 | A | — | Mar 16, 2025 | Common Stock | 19,674 | 19,674 | D |
| Restricted Stock UnitsF4,F3 | — | Mar 16, 2015 | A | 3,346 | A | Mar 16, 2018 | Mar 16, 2018 | Common Stock | 3,346 | 3,346 | D |
| Phantom StockF5,F6 | — | holding | — | — | — | — | — | Common Stock | 358 | 358 | I |
Explanation of responses
- F1This transaction was executed in multiple trades at prices ranging from $97.27 to $97.42 per share. The price reported represents the weighted average sales price of these trades. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the shares sold at each separate price.
- F2Options become exercisable in 25% increments on the first, second, third and fourth anniversary dates of the grant.
- F3Each restricted stock unit (RSU) represents a right to acquire one share of McDonald's Corporation common stock. Upon vesting, payout under the RSUs will be in the form of shares or, at the discretion of the Compensation Committee of the Board of Directors, the cash value thereof. No dividend, voting or other shareholder rights attach to the RSUs until they vest and only if the payout upon vesting is in shares of common stock.
- F4Subject to performance vesting condition based on diluted earnings per share growth. The amount reported represents the target amount of the award. Based on actual performance, the reporting person may earn between 0% and 200% of the amount reported.
- F5Each share of phantom stock represents a right to receive the cash value of one share of McDonald's Corporation common stock.
- F6Shares of phantom stock are payable in cash following the reporting person's separation from service with McDonald's.